Rated M, Ursula Wins
by Crystalmoon39
Summary: The Rating is in the title, so be warned. Lemon all the way through. Ursula wasn't hit by the boat and has taken over. What will she do with Eric? No good happens when the villain wins.
1. Chapter 1

The battle had ended tragically. The Prince had not been able to steer the broken ship against the current. He missed the Sea Witch. They had lost.

But it was only the beginning.

Ursula took control of the sea, and then she decided to terrorize the land. Eric's kingdom being most of the coast and closest to her rampaging beasts of the sea, was the first to fall under her command. She had the curtesy of a royal to send them terms of surrender. She would not destroy the kingdom.

But only if her 'husband' were returned to her.

That had been a shock. But Eric and she _had_ been married on board that boat before everything went under. The ceremony had been carried out despite all the commotion, the near-sighted Grimsby was perhaps the second most appalled, besides Eric himself. But the damage done to their forces had been too great, the people were living in fear of sea creatures. And, when he was honest with himself, Eric had already felt he had lost when he missed. He still didn't know what became of Ariel.

He had to save his kingdom by giving in to the Sea Witch's rule.

* * *

"Ah," Ursula happily sighed sinking into her new throne in King Triton's castle. "Another good day of blissful luxury!" The once bright palace now echoed with darkness, and instruments of power paid to Ursula as tribute from creatures both land and sea. The rest of Triton's daughters had fled the place long ago, no word was spoken about them. Still Ursula put a nice bounty on their capture should any of the little princesses get the nerve to rise against her.

Ursula's tentacles twirled back and forth as she zoned off in her own bliss. She now had everything she ever wanted. She even...

"Yes..." she pureed evilly, "It _is_ about that time." By _her_ time, everything was by Ursula's time now. Lifting herself off from the throne she swam gracefully to one of the back chambers. Behind two heavy doors was another throne. Lower than Triton's old one, with only one cold, smooth step rising it above the floor. There were no windows in this chamber, but high smooth columns with radiant red, silken curtains concealing them.

Ursula smiled as she closed the doors behind her and went to sit in her Pleasure Room. She reclined herself on the throne, thinking through what she would like him to do. "Oh, Love Slave." She called out sensually. "Your Master needs you to... relieve _your_ needs."

From behind one of the curtained columns, with his back turned to her, stepped the former-Prince Eric. His back was completely naked, so that Ursula could clearly see his rounded behind, she grinned lustfully at thoughts of what to do with it soon.

She had enchanted him on the first day he surrendered. Not only to be able to breath underwater, but he was now completely hers. Not reading the small print of her terms, he had found out too late that he had signed a contract of subjugation. Although Eric was a prince on land, under the sea he was now of much lower status. Thus, he was not a king in the sea.

Still, Ursula needed to ensure he would not try to escape. The single circlet that wrapped around his head was the key to his obedience of her. A jewel at its center matched to the largest one Ursula had put in her own crown. With it she could control Eric to do what she wanted with a direct thought. He was awake, but not in control of his actions.

Ursula looked on as he slowly swayed his hips from side to side, working his hands down to the perfect humps of his own rear. A thought crossed Ursula's mind, Eric squeezed where his hands were and gasped. Ursula evilly laughed.

Eric then turned around, revealing that his manhood and nipples were covered by three star fish. Two small, and one large. Ursula was in control of them too, she was the Queen of the Seas after all. One of the features of Ursula's enchantment was that Eric did what she wanted without telling him directly, but he could also move his body parts that she was not thinking of. Like his face showing that he was yet again trying to fight what he was doing. This came in handy as Ursula usually preferred Eric to get her in mood before their... fun.

"Begin." She commanded.

From somewhere unseen a slow, steady beat of a deep-toned drum began to play. Eric began to move with it. His bare leg sliding up against his thigh before taking a long, slow step in front of him. The drum picked up for a second and Eric's arms and legs fully exposed his body to the Sea Queen, she smiled in approval.

Eric panted out some quick breathes as he looked across at the octopus woman. "Ur-Ursula!" He begged. As the music continued, so did Eric's erotic dance.

Ursula simply wagged her finger in the water. "Nuh-uh-uh, dearie. You save your voice for later. Remember that you may be married by your people's standards, but you are married to the Queen of the Seven Seas. A concubine, at best."

At another quickened rhythm, Eric turned around, playfully shaking his ass at said queen. "You mean-?"

"Not to worry, darling." Ursula reclined further into the throne, enjoying the sight before her. "You have secured your place and your _little_ kingdom. Really, all you had was treasures taken from the sea. It was already mine to begin with. Them giving me their prince... well, let's just say the circumstances made you... a worth-keeping prize."

A trophy. A reminder of how a little mermaid's actions had led to the downfall of so many kingdoms. Ursula had told him the full story. Ariel had been innocent, wanting love without knowing a thing about it or the human world. Ursula, Eric had come to see her as the embodiment of lust. A complete opposite of Ariel. A woman who knows the world and the traps of love. Apparently, Ursula also knows a thing or two about laws and politics of the land. Eric had no choice but to become hers. Now he was her husband... no, not even consort. Eric wondered if any other royals might have ever gotten such a fate.

The dance continued. Like a harem girl, Eric moved to the music meant to arouse. He exposed his mostly uncovered body, moving back and forth in the space in front of the throne. He spread his arms gracefully showing off his body, making big movements in any way the music moved him. He would kick his leg as high as he could, then turn around using only his one foot. Next he ran his hands down his torso, moving his spine like the rolling waves. He touched the two smaller starfish at his nipples, not removing them, but touching in spots that made them move their appendages a little. Eric ran his hands over his body as he arched his back farther than he had thought he was capable.

When his hands reached his 'sea level' Eric let out a small, pleasured moan. Ursula then concentrated on moving his hands and waist. Keeping him dancing as they both became aroused. Eric made other noises as his hands pressed harder. Moving them to the center before throwing them in the air, all the while shaking is hips fast. Even if they were his hands, Eric couldn't deny that he was feeling pleasure from all this. And he knew what was coming next.

Or so he thought.

Eric soon felt his body dancing backwards. Usually now was when Ursula would make him come towards the throne and feel him up. Her tentacles... oh, her tentacles would be all over him. On his chest, between his thighs, sliding in, out and along every inch of him. Firm, slippery, soft, demanding. That was when he got his release and Ursula got her fill of fun. But something was different this time.

Moving away from the throne, Eric felt the brush of the silk on the pillars along his back. His expression showed surprise, and Ursula laughed darkly, "Hm, hm, hmm..."

Eric suddenly felt the two spots on his chest prickle with the slight chill of cool water. Eric looked down to see the little starfish had popped off and were quickly crawling away. Not sure if Ursula was in control or if it was simply instinct, Eric grabbed the red material behind him and pulled them around to cover himself.

Ursula burst out laughing. "Ha, ha, HA! Oh, Eric, you poor unfortunate soul. I know why you're surprised." Ursula got up off her throne and started coming towards him. She had never done that. It made Eric even more nervous. "We skipped your favorite part."

She had never taken it, but Eric was done holding back his voice, even if it was for his kingdom. "I think you mean _your_ favorite part, Ursula!"

Now directly in front of him, Ursula crossed her arms and looked down on the human confidently. "Oh no, lover boy. Don't think I haven't noticed after all this time."

"Haven't noticed, what?" Eric asked. Pressing the silk all the closer to him. Ursula didn't say that it still showed the details hidden beneath as he did that. She just enjoyed the show.

"Now Eric let's not be coy. Surely you've guessed." Ursula's red lips curved up into a knowing smile as she explained. "You've figured out how the spell in your _wedding gift_ works. I've seen you try and resist once I lose concentration. You cover your... hm, hm... fun parts, when you feel those arms and legs of yours are not moving against your will. But it only increases my want, you should know." Eric tried to back away into the pillar, feeling its cold on his back.

"And on the throne, when you're thrashing and moaning in my grasp, you never pull away."

"Because of my people!" Eric firmly stated. "I know you'll send havoc on my kingdom if you don't get your thrills! Don't delude yourself Ursula, why would I give in when you took the woman I love?"

Ursula's expression didn't change. She leaned in closer. In fear, Eric squeezed his eyes and turned his head away. She whispered, in her deep dominant voice, "Love, Eric? You really call that love?

"You decided to marry the girl, knowing nothing about her. What did you think she was? I was watching then, you know. Did you think she would immediately agree with your ideals? Did you even ask her what her favorite _color_ was? Or how she likes to spend her time? That she would instantly become everything you ever wanted?"

"No!" Eric denied, but in the back of his mind there was doubt.

"Then what about the girls in your kingdom? The ones who would have loved to _talk_ with you? None of them were good enough in the sight of a naked red-head with seashells. Their backgrounds are easy to trace, and they were raised to be ladies. Finding out a lady's background is a key element in love, I'm told. You didn't really care were that girl on the beach came from now did you? Is predictability a problem for you? The adventurous Prince Eric is too good for what would be easily accepted in his world? Ha!"

Eric tried to block her out, but Ursula was hitting at the right marks. He had always felt that he did his duty as his father instructed. He continued to, but at the bare minimum. After his father had died, Eric had felt saddened, but also free. His father never let him out to go sailing, and he did so almost every day afterwards. Grimsby might have let it pass off as mourning, but in his heart, Eric knew he was celebrating. He was free from his father's rules, but still had to be the prince. That meant getting married right away.

Eric had tried to put it off for as long as possible. He had the right to choose his bride, but he turned away every single one for some flaw he made up or exaggerated. He saw some women, but only those he could easily get away from. Then the mermaid had saved him. She was new. She wasn't from his boxed-up world.

Beauty. Wild, red hair; giant blue eyes, a singing voice that he had imagined calling out his name! In his bed.

Eric shook from the realization. "Yes." Ursula purred once more, circling the column. "Here's a fun fact, little prince. My magic, almost all magic, has barely any power against _true_ love. The kind of love that takes much more than three days to cultivate. Oh, it's cost me a few deals in the past, I'll not deny the power it holds."

"But we broke the spell!" Eric recalled the wedding.

"You broke the _shell_ , not the _spell_." The Sea Witch said. "Even if that little mermaid had kissed you then, she still would have turned back."

Eric played back the events of that day in his mind. He had woken fully dressed in royal suit he so hated amidst a mess of a boat at the sound of the familiar voice. He rushed to Ariel, about to kiss her when the sun set. The transformation had taken him aback, he remembered even being a little... disturbed. How would they work?

That feeling tied it all together. He hadn't wanted Ariel as a wife, he wanted the mermaid as his. "Now you see your own folly?" Ursula asked, knowingly. Eric noticed that now every word she spoke oozed right to his core, even if it was cruel. "Ariel wanted a fantasy love. You wanted your own fantasy. But your realities don't add up to true love. That's why you're still here."

"What do you mean?" Eric asked in the same way Ursula remembered Ariel asking about her spell. Fear, doubting. Questioning his own decisions.

"I'm not the only one enjoying our playtime, my love slave. When you find yourself in my tentacles, I don't have the concentration to make you move your leg or grab the arm of the throne, or even make that...Mmm, delicious face. Certainly, I've never taken away your voice."

Eric might have only suppressed any ideas of leaving due to his sense of protecting the kingdom. He did what Ursula wanted, telling himself that it was because he was not in control of doing something he didn't want. Again. But with the new information that all along, in those moments he thought Ursula was holding the most sway over him, it was really his own lust being satisfied along with hers.

He had the sea. He had married a mermaid. And... his body was being satisfied all this time. Eric couldn't deny it now. Ursula may be the one making him move, but she had never forced him into her, only watched. He couldn't have done this with the mermaid, and if she had become human, Eric now wondered if maybe he would have become bored with her. Like he had with all the other human princesses.

He really was Ursula's little love slave.

Seeing that he now had the look she wanted. That conflicted, an empty look of a man on the brink of surrender, Ursula swooped back into her throne. "Now... RESUME!"

On command, Eric dramatically thrust out his pelvis with the red silk flaring behind him. Ursula snapped her manicured nails for the final starfish to come off with a pop and disappear from sight. The music began again, and Eric then did a fan dance of covering his extremities with the silk. He let it run over his smooth naked form, feeling the fabric cling to every inch it touched. He found it felt so good! He curled it around his leg and leaned back, holding onto the rest of it for support. Then he kicked himself free and swung his upper body low, almost to the floor. Eric kicked in the air and pulled himself up the curtain, like it was a lover. Ursula noted that there was a lot more effort into this dance in addition to what her mind was telling Eric to do. She had succeeded. Almost.

There was one more thing left to do.

Eric danced some more before throwing the curtain off to the side. When he looked at Ursula almost...lustfully. Submissive, and ready. Ursula got herself in position, as Eric continued to perform the dance all the way to the first step of the throne. As he moved closer the music became faster, his movements along with it. Ursula heard his gasping to breath, being tired would make this easier, but she had a point to prove.

One the final note of the song, Eric fell on his back to the floor, his legs spread out in the air to Ursula. Giving one more dark chuckle, Ursula slowly snaked two tentacles around Eric's offering legs. He groaned when they came to the inner thighs and continuing up to his middle section. Using the back, slick part of her appendages, Ursula rhythmically moved up and down, attaching her suction cups to only his sensitive line so that he would feel every movement. Eric continued to make restrained noises as two more slippery tentacles came up from behind him and lifted him around his arms and into the water in full view of Ursula. Those went to his nipples where the suction cups immediately went to work, sucking hard were the starfish had just barely held on.

Eric's groan was shamelessly echoed through the room. "So eager," said Ursula, "And we've only just begun."

Four tentacles were now busy with Eric, only two remained. Ursula sent one for his now, fully erect manhood. It teased the tip before curling tightly around him feeling every inch of it. Eric cried out, "Ah!" but it was quick.

Ursula looked unsatisfied. "You greedy creature. Of course, you are only a human." Ursula's tentacle firmly swirled all around Eric's own throbbing appendage, but it didn't stop there. Eric cried out a bit more as it slithered through his nether regions, right to his buttocks. He didn't know what Ursula was going to do. He opened his eyes a little to see her face. It looked malicious. Ursula caught his eyes, "If you want to cross the bridge, then you have to pay the toll."

The fifth tentacle drove right into his behind, making Eric cry out in familiar pain. At the same time his male parts felt all the tightness of a being surrounded in a hard, slippery squeeze. Ursula went in and out in a rhythmic pattern that Eric almost right away fell into. His mind was blank as she each time she plunged in deeper and deeper. Quickly feeling harder and harder with each tentacle's work, Eric felt himself coming. All he knew was that he wanted more.

More of this pleasurable pain.

More of her dominance.

More of this wanting to explode.

He wanted more. This is what Ursula had been talking about.

"Ur-Ursula!" That is what he called her before. Now it wasn't enough. In an intriguing idea to see his reaction, Ursula the brought her final tentacle from behind Eric. Still going at him from behind, tentacle number six struck Eric across his perfect ass with a loud smack!

"Master!" Eric cried out.

That even surprised Ursula. She stopped all her other tentacles, not removing them from position. "Master..." Eric moaned through ragged breaths. Ursula brought him and all her tentacles closer so she could hear whatever he had to say. "Queen of the Sea and Land... please... give you love slave... the relief I need!"

Ursula had her 'hands' all over him that moment. She knew what he was asking for. What he was ready for. Eric even shifted as much as he could, squeezing the tentacles back, desperate for them to continue. Now she had won. Triumphant as she was, Ursula still wasn't finished with him. After all, an octopus love-making isn't quick and tame.

Ursula brought her readied specimen down. Not releasing him from her grasp, she swam off the wide, cushioned throne, to place Eric right at the center. "Please...!" He begged again, clenching his nether regions for her to stay. Not accommodating, Ursula slowly brought back each limb, enjoying each deliberate pop as they came off and retraced their trail. Eric's moaning and groaning in pleasure only heightened Ursula's ow feeling of arousal. She looked down at her own work of Eric's tanned body now marked by the traces of each little sucker she had used on him. This was her victory, her possession. She smiled knowing many more were still to come.

"You accept what you are?" Ursula asked. The final step was his confirmation. She could take him either way, but this way was more appealing to the Sea Witch.

Eric panted out, still feeling the tightness of his erection, "Yes. I am... yours, Queen Ursula."

And that was it.

Ursula pounced down, her two purple arms firming holding down Eric by his shoulders. She put a good amount of her weight onto his lower body, every inch occupied by her suction cups hidden beneath pushed down onto Eric. All of him. Eric made news gasps of noises he had never made in this chamber before as thousands of those claiming, clinging cups kept him just on the edge of spilling his seed. Ursula could feel everything too and she bounced on and off, keeping him in a longing state. Her libido now fully built up, Ursula squeezed Eric's face and brought his face up to hers so that she could insert her much larger, hungry tongue into his mouth. Her other hand clamped onto the flowing tresses of Eric's black hair, making the kiss hard and savage.

When Eric did not resist and was too caught up on Ursula's sucking suction cups and her forceful kiss, Ursula discreetly took the circlet off his head and set it to the side of the throne. He wouldn't be needing it. She released him from her mouth, letting him fall back panting. She wondered if he noticed what she had done. Using her tentacle again to demand he look at her, Ursula only saw his eyes clouded over with lust. Her own glimmered with hungry passion.

It was time.

She got off of Eric for a moment. He didn't move, just lying in a sprawled out position. The water in the chamber barely made any sound in the silence between them. Then Ursula grabbed him by the waist and forced him up and into her in one swoop. Eric cried out, trying to find something to hold onto. He saw two of Ursula's free curling tentacles, just barely out of his grasp. Instead he reached behind him and found the throne which he had to arch his back to hold on to. Eric didn't need to keep up as Ursula was bring him in and out on her own fast pace. She was the one in control. She was in command. But Eric was all too happy to comply at this point.

"Ah! Augh!" He cried out over and over. Eric hadn't thought much of Ursula having womanly parts. However, he was definitely being plunged into something. Something in the middle of all those strong, dark tentacles. Something that several thumb-sized soft, yet strong pink cups were attaching onto his penis and bringing him into. The water around them made every unseen pump traceable, with Ursula finally making her own approval known through her deep, womanly voice. Eric found that those same sounds did him some good too.

Ursula never slowed. Until finally, "Now..." she rasped in her evil witch voice. "Come." With one large thrust she completely took Eric inside her. He cried out and shook beneath her, releasing his hot seed into her. It was able to last for a bit longer as Ursula held him there until the feeling of wet heat subsided.

When it was over, Prince Eric flopped back onto the throne with the sizeable octopus woman still hovering over him. Tired in so many ways, and still reeling from what Eric honestly considered the best time he had ever had, Eric looked up at the Sea Queen with a satisfied smile as his eyes began to close from exhaustion.

But then he was roughly flipped onto his stomach. Wide awake once more, Eric looked back up Ursula from his position. "That was just round one." Ursula informed him. Her large body shook as she chuckled darkly once again, "There is still much more for you to do, my Love Slave." On the last word, Ursula slipped her tentacle all the way down his side, arousing herself with new plans. He arched himself into her touch, enjoying it. Accepting it.

* * *

Three hours later, Eric lay completely sprawled out on the throne, covered in the red marks of Ursula's love making. "Well, no one said satisfying an immortal goddess was easy." Ursula was satisfied with her Prince's entertainment and decided she would let him rest for the day. She had a few other things to attend to in the meantime. Since Prince Eric was now hers to do with as she pleased, Ursula began concocting plans for her future. She would need to finish that potion of eternal youth so the she could enjoy Eric for longer down the line. Ursula also began thinking that instead of starfish, she would order her subjects to make a proper harem costume for him to wear.

She debated whether or not she should start having him stand beside her in public, thinking she might still want a leash on him of some kind. "He's part of my world now." Mercifully to all the rest of the Seven Seas that day, Ursula was always in a good mood when she had won. Triton's kingdom was hers and more, Prince Eric was now hers and more.

Ursula, the Sea Witch, had won.

THE END


	2. Chapter 2

**Wow... To be honest I did not expect this to become so popular! Not a lot of reviews but a TON of feedback and constant views for this. There were also several requests for a second chapter.**

 **I HAVE started writing a sequel chapter. (And now finished)**

 **Not sure if this is darker than the first, to be honest.**

 **Well, I appreciate the encouragement! And hope this was worth the wait. Thank you everyone!**

* * *

Many years later...

Ursula's conquering of the Sea apparently started an uprising. In time a dark Fairy ruled of a province in France, and a German with eternal beauty came into power. There of course was plenty of resistance. Recently the rebel groups had seemingly been working in tandem with each other. Ursula's armies were well equipped thanks to her magic, but she had to recognize that now she required an alliance. Thus, she began planning for a meeting with the other queens.

The dark fairy was the most troubling. While the German queen could likely be easily allured with the promises of power, this particular fairy had done even darker deeds than Ursula herself. An invitation to a secret meeting would be no problem, but to convince that malevolent creature that Ursula had something to make her allegiance worth the trouble.

Ursula pondered this for weeks. Her strategy had to be tricky, but convincing. Be subtle, yet make an impression. These two women were worth her acknowledgement it seemed. Yet they would have to be told it was Ursula who was in charge.

"Hmm..." Ursula hummed as she strummed her fingers on her underwater throne. "Offer them treasure? Nonsense. A piece of the sea? Defeats the purpose! Then what?" Ursula sent her spies to find out about these two women. Grimhilde was an up-and-coming conqueror, but still mortal. She would be easy to win over compared to the self-proclaimed 'Mistress of all Evil'. That one held an entire castle in eternal sleep just because she was not invited to a baby princess' birthday party. She was petty, dark-hearted and vengeful. A much bigger catch than Grimhilde, and would be greatly insulted if her offer was anything as miniscule as a mere mortal queen would desire.

What would benefit them both into joining a political alliance with the Empress of the Seas? Maleficient had power, Grimhilde was proud, the fairy had an army, the queen was a practitioner of land magic. The offer would have to seem equal, any less would lead to Ursula's potential downfall. What would they deem as a worthy gain?

"Agh..." Ursula slumped in her seat. "All this thinking is giving me a _headache_." Massaging her forehead Ursula tried to make her mind relax. But to no avail. Her kingdom need this alliance to ensure her future. Without them she risked being outcast again. All her delicious treasure, her luxurious home: gone. Claimed by weak, unworthy scum of the oceans. Ursula was **not** having that again. "My empire! My throne! Oh, claimed by those unworthy, mud-crawling..." Like an underwater volcano, Ursula was on the verge of explosive rage!

"RAAAAAAHHHHHH!"

Her skin went from lavender to red. She grew ten times in size, filling up the room! Items about the room began breaking before she even touched them! Debris became trapped in a sudden current around the Queen. Still she cried out in frustration! Ursula's magic was responding to her rage, and it was quickly spreading out through the castle!

The servants of the court were the first to notice. The golden torches which lit the palace turned an inky black and green. Next, the water which they swam in turned thicker, making in almost impossible to breathe! Some had already begun to flee, but not many made it out before an invisible field of magic sealed off all the exits, trapping them all inside.

The first to respond was the little Seahorse Herald, an enslaved servant carried over from Triton's reign who had managed to survive with his position. "Everyone calm yourselves!" The words had no weight to them. Everyone knew that Ursula was angry. Because of _what_ they did not know, but there was a good chance it would cost them their lives anyway. The Herald was as short on breath as the rest of them, so he kept his words short. "This has happened before. We all know there is only one way to appease our Empress."

The Herald clapped his hands twice. "Sebastion, prepare the musicians. The rest of you stay here and do not scream." There screaming might actually delight Ursula, but they couldn't afford to waste the energy at this rate. "I'll take care of this. We have measure to deal with this kind of situation!" The Herald swam off to the deeper corridors of the castle to get their secret weapon.

* * *

Ursula was now laying on her seashell bed, grumbling. A storm on the surface with such booming thunder could be heard from her window. She was in a terrible mood. It would mean terrible consequences to the next creature who displeased her for any reason. "Perhaps I should just declare war." She thought to herself. "No, even the ones who actually do have spines wouldn't stand much a chance on land _and_ against magic. And I have not the time for the right spell... Unless I make a deal. Oh, but what could either of those biddies want?"

Just then a knocking came to Ursula's bedroom door. "WHAT?"

Shaking as he swam the Seahorse Herald let himself into the room. With a tremble and a bow at his furious ruler, he spoke, "P-P-Presenting to our most w-wise, noble, beautiful and powerful Empress! A new performance dedicated to her rightful rule, awesome wisdom and mighty-"

"GET ON WITH IT!" A booming thunder went along with Ursula's voice.

"Right away!" The little seahorse panicked. Zooming out the door, he signaled for the other to come in.

Four muscled mermen came in carrying a litter (a covered and curtained couch provided with shafts and used for carrying a single passenger, for those who don't know) the size of a bed covered in a thick, pink veil. Ursula quirked an eyebrow at the display, Though the veil was too thick to see anything definite, she could tell there was a silhouette of something laying in there. "Mood lighting for the Empress!" The seahorse called. The lights dimmed and the merman lowered the litter to the floor.

Once all the others had left, the seahorse began edging away to the door as he announced, "Sebastion's latest sensual symphony: Rusalki of Seduction!" And slammed the doors behind him.

From inside the litter, a light seemed to grow. The sound of a flute floated to Ursula's ears as she watched the figure within stretch and gracefully arc his back. She did not smile, but opened her eyes a bit more noting that Eric seemed to be naked in there. The flute continued, playing slowly. Eric fluidly raise one arm above his head, and then the other forming a circle which framed his head. Next, as the flute played on, Eric so slowly bent backward into an arch where his chest and stomach perfectly synchronized into a rolling motion. Ursula stared on as Eric's own hand teased over his visible shadow eliciting obvious sounds of anticipation from him.

From what Ursula could see of her slave he was naked, and he was very ready. The Empress felt herself relaxing as the dance continued. Eric lifted himself up easily. His shadow showed him swooping out his arms and then wrapping them around himself in an embrace. He took large step forward, as if to come out, only to turn mid-step sliding his arms down to his hips. Eric then slowly slid down into a splits position. He turned his head towards Ursula. Or rather, the opening of the litter, because he slipped one tanned, bare leg out to the floor.

Ursula chuckled in amusement. The lights faded from inside the litter, but the music continued, adding in some more wind and string instruments to the song. Only Eric's full leg was visible. The foot only placed one toe on the marble floor, dragging it ever so slightly. It bent itself only to the step of the litter and then thrust upwards towards the ceiling. The entire leg was in view, caressing the pink curtain which concealed the rest of the person. Ursula could feel herself coming to the edge of the bed in her excitement. The leg then slowly disappeared back behind the curtain. As it did the music began to slow and fade.

"Hmm," Ursula sensually hummed, "And... is that all my little love slave?"

She knew it wasn't. She and Eric had been doing this for years now. When he came to her or her to him, it was at least a few hours.

Then suddenly, some drums played. With them, Eric threw back the curtains! Ursula's eyes nearly popped out of her head. Eric had his usual devilish grin, but unlike other times, he was definitely not naked.

Well, not really.

At Eric's chest gleamed two starfish-shaped nipple rings. Made to encircle his sensitive flesh and keep the tips perked up with a second much smaller ring. Further down his abs, very low, dangling from the thinnest shiny gold thread was a partially sheer loincloth. A very vivid, silken red material hung low in front of Eric's bearings, then flowed lower to a more see-through sparkling material. Knowing that she was looking there, Eric turned to show that his rear was covered by only a small red triangle, which went deeper in as Eric shimmied his hips.

Ursula's eyes journeyed back up to meet the eyes of her love slave. He was smiling mischievously, running his hand down his back where Ursula could see them. Taking extra care to caress his mounds and make the bikini back go even deeper. Eric moaned and sucked in breathes. Ursula readjusted her position to get a fuller view. She wasn't even aware that the music had stopped playing.

"You have my attention, Passion Fish." Ursula spoke slowly. She was still the powerful Empress of the Sea, and missed no chance to remind even her lowest of subjects. "How will you seduce me?"

Eric grinned and posed so that his side was to Ursula's bed. "Like the Rusalka." He purred. "First your eyes... then my voice, and then... your body." Ursula raised her eyes in approval at how bold her love slave had become. Eric was now eternally youthful, and he had been given explicit instruction as a servant to Ursula. He was the only love slave. Ursula had considered getting more, but with what time it took to rule the seas and combat against the land... What truly brought her joy was the reminder of how her master plan finally came to fruition. She waited to see whether this human words carried their weight.

The drum struck loud and deep. Eric arched his spine skillfully forward. Ursula drank in the dance as he proceeded. A full orchestra of instruments began to play along with it, including symbols, violins, and an occasional piano. Eric moved in perfect sync with it, weightless and sensual. He was now able to perform dances better than even Ursula had imagined, and she was a woman of quite some imagination! He began the portion of the dance that involved 'bouncing.'

Eric leaned back with his arms above his head, set one foot on the frame of Ursula's bed and made his pecks bounce up and down with the sensuous rhythm. His nipple rings flashed over and over again in the light. It did hurt to move them, but not nearly as much as the pain Eric had come to enjoy. Ursula slowly reached out, she wanted to feel and tease the little red buds her love slave was waving before her eyes. His eyes weren't even open, he wouldn't see her coming. Before she was close enough, Eric pirouetted away from her reach and took on a new pose as he shook his exposed behind in a similar teasing way.

Ursula's eyes suddenly narrowed. Patience, when it came to her pleasure, was not something to be tested. As Eric continued his dance, a tentacle weaved its way over towards him. Eric shivered, but did not stop the dance when it began to caress one of his exposed humps. He knew she was getting impatient now. Ursula would not wait for the dance to be finished at this rate. This thought brought a great amount of pleasure to Eric, along with a new idea to bring his mistress even more pleasure.

Ursula's tentacle continued encircling his rear, and Eric continued the dance. He could feel them for sure. How could he not? It stoked him, squeezed, and finally tried to insert itself inside him. Eric gave out a tiny yelp and almost jumped away, but another tentacle lassoed his waist and held him in place. Eric was able to turn himself and face his master, throwing one leg between the two tentacles. His blue eyes just beginning to cloud over with lust. He could feel them both better this way.

Eric rolled his hips as Ursula's possessive tender touch rubbed them. In fact no matter where seemed to move his person, Ursula's tentacle was always right there feeling him. When Eric flexed his chest, the tips of his exposed nipples were teased oh so lightly. The part of the song where he raised his arms up in a circle, he found Ursula's appendages running down his sides. So slippery, so gentle yet so very possessive! Exposing his ass to her with a side hip roll, Eric didn't act at all surprised when one of the two tentacles encircled and tightly squeezed the cheeks he had been shaking. In fact he continued to grin as he turned to do a fast shimmy of his behind. Being her love slave for so long, he well knew what parts of his body Ursula enjoyed playing with the most.

That being well known to him, Eric should have also known that the Empress hated to be considered predictable.

The song, her love slave's dance and teasing, and the atmosphere of her bedroom had really gotten Empress Ursula in the mood. She also had a special 'reward' for Eric's daring dance. While Eric was shaking his booty, Ursula wrapped two tentacles tightly around his waist and lifted him off the floor. Eric slightly yelped, placing his hands on his trapped waist to see if he had angered or aroused her. From her narrowed eyes and growing sadistic smile...

It was hard to say.

With a bit of panic set in Eric struggled in her grasp. Ursula had been very angry until just a little while ago. Eric may be her willing lover, but that didn't mean he was safe from the crossfires of her rage. So he tried to get away, even the musicians still playing would run before helping him. He should have known better to try and defy Ursula though. To remind him, Ursula hooked one tentacle on the gold string of his thong and with one quick pull made it snap! She let it slide off of Eric down to her chamber floor. He watched entranced by it.

Eric felt freer now. Even better, he knew Ursula wasn't in the mood for destroying the room. She was in the mood _for him._ "Will you take me now?" He asked knowingly.

"Yes." Ursula slowly replied. "And no. You still have not seduced me, _Rasulki_."

Eric's eyes went wide. He knew she had ideas.

Two tentacles seized Eric's ankles. Not fighting when they stretched apart his legs as far as they would go, Eric suddenly realized just what he was in for. "My Empress!" he begged. "Please! Not up here." He knew he would need something to hold on to.

Ursula scoffed. "Humans are such needy lovers... Or perhaps only you."

She brought Eric backwards down and tossed him onto the bed behind her. He landed with his head on one of the many giant, overstuffed satin pillows. Ursula looked Eric over. There was nothing to hide his smooth, soft skin, save for the nipple rings. Ursula did find some enjoyment that her cocky slave now had a look of uncertainty on him. Good, she was supposed to be the one in charge after all.

It reminded Ursula of when she was first training Eric. For him, making love to Ursula was much different than to any mortal peasant girl. Back then, it had been him in charge. When he became her love slave, that responsibility had completely shifted to Ursula. But then again, it took a while for him to willingly give in to her. Now it seemed sex was wholly reliant on Ursula. But she currently wasn't in the mood for more work.

Laying on her side with one manicured hand propping up her cheek, Ursula said to Eric. "A Rasulki, or more commonly _Rasulka_ is a water nymph."

Eric looked even more confused.

Ursula slyly grinned as she explained. "Like mermaids, their dwelling is the water. Yes, you were right that their voice and appearance lure men to their doom. But... did you know that they can change their appearance?"

Ursula snapped her fingers and in that instant a stream of bubbles engulfed her! When they cleared, what he saw made Eric gasp.

Vanessa.

The human appearance Ursula had taken on when she married him.

She still had Ursula's black dress clinging to her slim figure, and she had eight black and violet tentacles instead of legs. She licked her red upper lip before continuing. "You see," she continued to speak using her original voice. "The Rasulka's game is to get her prey to come to her. So if _you_ are the Rasulki of Seduction... How will you get _me_ to come to _you_?"

She had completely changed the game on him. Eric had been made eternally young, but he had been in Ursula's keeping for an untold amount of time. During that time, all he knew was that to be satisfied, he need only obey his master, Ursula. He was not yet accustomed to what she had him wear, but the sex he was always up for. She had shown him the fault in the ideals before he came, from before she set him 'free.' Yet here they were again. She was adding in mind games. Keeping him on his toes. Up in the water, not knowing which way to go.

Then, Eric heard the music again. It was still playing. The drums were just now becoming part of the symphony. He was still supposed to be performing. The music...

Eric gently closed his eyes. To Ursula it looked like he was almost asleep. His head began swaying side to side. Eric began slowly rotating his shoulders as well. The soft satin on his back, the pricking of his nipples, the water he could feel between his fully exposed legs... He had to make her come to him. Make her want to come to him. Seduce her... Seduce the Empress of the Seas.

Eric's hands came up to his chest. At first, he just ran his fingers up and down his breasts. But then he went for his own nipples. Gasping a little as he massaged them, and then used his thumbs and pointers to pinch and squeeze them. "Aaah... Ah!" Oh, it hurt! It hurt so good Eric could already feel himself getting hard. He shifted on the bed so he was completely on his back and his body was in good view of Ursula. Lifting up his eyelid just the smallest bit, Eric could see her staring with great interest.

Eric left one hand to work on his left nipple, while the other snaked its way down. Down his chiseled stomach, spreading out his fingers like her was trying to visualize the terrain. Eric wasn't even thinking of what he was doing as much as he was imagining he wanted her to be doing. So when his hand found his own sensitive base, Eric cried out. Ursula was now leaning forward at this show. She could feel her insides tightening down in her tentacles! "Move your legs so I can see." She ordered.

Eric spared a look to see his legs had come up and were blocking sight of chest and downwards. Slowly he separated them and then laid them out as far as he could send them. He knew he would have to keep going, but would this be enough? This was not a woman who was easily pleased. Prey trying to lure in the predator? That just wasn't done! Eric had to think fast.

That was when Eric realized it.

Prey and predator.

The roles had been flipped.

He had to draw Ursula into his own trap.

A sly grin spread on his face that Ursula missed. Her focus was elsewhere. Slowly, Eric slide both his hands down to his inner thighs. There, he began to massage his own soft flesh, releasing slight sounds of pleasure as his hands traced V upwards. Ursula, still in her Vanessa form, stared on now wide-eyed with interest. She imagined her own hands on Eric, or even her tentacles, feeling him there... and there.

"Oh...!" Eric groaned. "It's not enough! Not enough!" And it wasn't. Eric was pleasuring himself, but nothing could compare! He needed Ursula. He needed her to be the one massaging his inner thighs. Pressing down on his hot body. Her bountiful breast smothering his face. He had become accustomed to her purple form, but 'Vanessa' still had the same skill with tentacles. Yet none of them were reaching for him.

Eric looked about his environment for what else he could do. He had only the bed within reach. 'Draw her in, Eric. Make her come to you!' Eric immediately took hold of a corner of the top sheet. Turning as he stood up, he took the nearly transparent purple sheet and wrapped it around his waist. He returned to swaying his hips, much to Ursula's amusement. 'Good, amusement means she wants more.'

Eric danced more with the sheets. Using them to hide his 'modesty' in a teasing way. While doing so he would provocatively run his other hand down his body. He twirled and arched, watching as the Empress' eyes followed and roamed his form. Her lover made a show dropping the sheet completely while his back was facing her and his legs were spread wide apart. 'Now, just a little more...' Slowly and gracefully Eric raised his arms up and then, just as slowly as the tune, had them comb through his hair and caress his heck.

"Oh, Ursula..." He moaned out her name. He readjusted his arms to run down his back, ma king it arch as he did so. "The sublime, succulent, Sea Empress! I am her love slave. Able and willing, very willing, to serve her. She set me free, taught me the art of pleasure." At 'pleasure' Eric had reached his behind and given it a hard pinch. Behind him, he heard Ursula suck in an anticipated breathe. He grinned. "Oh, yes! Ursula..." Eric's palms remained in contact with his smooth skin as they traveled out of sight. Towards his front. "Mmmph! Oh, where is my queen? I'm _close,_ so very close. But only her power can set me free... Passion as wide and deep as the sea. Exquisite pain and mind-numbing pleasure is hers to give. Ha... ah..."

Parts of Eric's body were clenching and unclenching in front of her blue eyes. Eric dug his toes into the fabric and then fell back to his heels again and again. His face turned just the slightest way for Ursula to see his half-lidded eyes and parted mouth let out another moan. His arms showed him to be at work, even when his hands were out of Ursula's sight. Filling the role of his out-of-reach mistress. Eric wasn't sure if he could plunge much further! There was only one place left to go, and it just might send him over the edge!

While Eric panted and moaned, he set one hand behind him to clench ahold of the bed. He bent his knees out spread eagle, and balanace his body's weight on the balls of his toes. "Ah...ah... ahh...Mmm..." Just thinking about what he was about to do was too much! Eric knew that if he was going to do this, he needed to do it quick!

Keeping himself just hovering over the silken sheets, Eric continued his erotic play with one hand supporting him up. He closed his eyes gently, while his free hand toyed with the smoothness of his own neck. That hand went farther down... Down to his breast where it's playfulness danced about in display. Then down to Eric's abs, expertly navigating the crevices down to his sweet line. A pleasured sign came from the love slave's lips, but the hands journey did not end there. It went around the throbbing manhood, gliding straight to...

Ursula was already going mad with desire, the intensity of her insides in complete agreement with what Eric was doing. But when his hand went down between his open legs... when she saw that hand reach down between them... and then.. it plunged, hard. "AH!" Eric cried out! His head jerked back and his back flinched. It felt good to him, not nearly as good as a tentacle though.

But it had done it.

'Vanessa's' tentacles seized Eric by his every appendage in less than a second! Without saying a word, the sea queen asserted her dominance, passion and lust onto her love slave in full force. Eric's voice could be heard echoing all across the room. "AH... Ah! Ah! Mmph! A-aaaahhhh...!" Finally done with waiting, Ursula brought Eric to her, slamming him into her chest. She was about to take him right then and there, when Eric, through his own hazy lust begged her through her kisses, said "Ursuala!... Ursula...!"

It came out as a plea, a desperate, begging plea. Ursula immediately knew what he meant. She was still in Vanessa's body from. Eric... as apparent as his needs were, only desired to be satisfied by the Queen of the Seven Seas. Pride, and some sort of dark satisfaction swelled through Ursula. "Good slave." She said to him. In a curtain of bubbles she returned to her purple, full-figure form.

Ursual pressed Eric's face between her breasts, moving his head left to right so he would feel their full volume, before entirely encasing him there. "Now...are you ready to be made mine?" Panting, needing to catch up with the suddenness of being taken even better than he could have imagined, Eric lifted his head with a sensual smile. "I always am." He sighed.

Ursula brought his face up to hers and resumed with a long kiss. During which her hands retraced every place Eric had touched himself she had watched. He knew she was reclaiming him. Soon she would plunge him into the deepest depths of the darkest physical pleasure and that he would sink with her, oh so willingly... as he had done so many times before. He was hers. There was no question of that in Eric's mind. His body didn't disagree either...

* * *

Ursula lay propped up on her side as she admired her work of art. Eric lay sprawled out and asleep in a lewd position. "A tempting water-spirit indeed." She mused. "Well, done."

But off to the side, Ursula heard the sound of restrained sobbing. She knew who it was. Rolling over to the side of the bed, Ursula moved away one lamp and several small plants to reveal a single, shriveled black polyp. Ursula had a special dungeon for most of her other ones, but she often selected her favorites as decorations around the palace. This one, was a very special trophy.

"Oh, come now, dear. You saw what happened, he came onto me!" Ursula darkly laughed. "And let me let you in on something: he hasn't lost his touch!"

The little polyp looked furiously up at Ursula, just barely raising her voice. "This is all your fault, Ursula! You made Eric into this! He would be living back in his palace with his friends if it wasn't for you! He was a pure human. You took love and turned it into... into... slavery!"

Such defiance! Ariel did not fear being destroyed after how long she had been in this form. After all the things Ursula had made her see! It was too much, at least she would die finally telling that woman the truth about her relationship with Prince Eric. But, to the little mermaid's confusion. Ursula merely looked bored.

"I _ruined_ him?" She asked. "Is that what you think? Ariel, I honestly hoped you would not be so naïve by now."

"Is that all you have to say?!" Ariel demanded.

Ursula sighed. Apparently her niece need this spelled out in plain words. "Ariel, Ariel, Ariel... I have tried to _show_ you how the world works and you still keep yourself trapped in your little bubble. But, if your father was right and lecturing is the only way to get through to you, I'll try to make it simple."

Ariel nearly broke into tears at the mention of her father. Ursula rolled her eyes and ignored it. "First of all, this, here in this bedroom, is not my fault. Honey, our family has been known for its squabbles since Grandaddy Poseidon. Fish eat fish down here, dearie. You either sink or swim, and I am trapper. Octopus, I chose this form for a reason. Who even introduced Eric and I, Little Ariel?"

The polyps' breath caught in her throat. She knew that was true. Ariel was the whole reason Ursula even set eyes on Eric.

Ursula continued. "Further on, you risked everything for a little crush! Saving him was noble, I'll give you that. But he was 'pure'? Sweetie, do a little research, like I did, before you decide a boy is worth losing the thing he fell in love with you for."

At that, Ariel found the voice to protest. "He didn't fall in love with my voice! That's how he was able to remember me! He loved me because I saved his life!"

"Wrong again!" Ursula chimed. "Daddy-dear wouldn't have started that storm if you were on time for the concert and had that fight. Eric was unconscious the entire time you were saving him, all he knew about you was your voice."

"That's enough!" Ariel cried. "Isn't it...?"

Ursula shook her head. "No. He didn't know about you're fascination with humans, or of your family, you certainly didn't have any friends in common. Eric was fascinated by the sea, you were fascinated by the land. You two could have just switched places and gotten more of a bond. But... you decided that you were in love based on an incident that only you could remember.

"As for me, I never fell into that delusion. In fact, I didn't even consider the human as part of my plans when I gave you that spell. Then, like I said, I looked into him and found a few things out. When he was showing you around town, did he show you his usual _stomping grounds_? The ones with the ladies that have legs and show them off? You may not have been able to speak, but the things you two never said speaks volumes."

"Stop..." Ariel couldn't cover her ears, she could only beg.

"Oh darling, the list goes on! The prince couldn't even stand the idea of commitment, that's why it had to be so forced on him. Did you know he was over a year due to be the next king? He didn't want his position as king, instead he took his time sailing on boats! As king, he should have already had a bride arranged yet he had wriggled out of that one too, and chased whatever skirts, or tails, fascinated him for a time. Oh, he had a bit of a good heart back then, I'll grant you that. He knew he had to keep some anchors down to live. Yet what he is now was merely under the surface."

Ursula cast her eyes back to the naked, sleeping form of her devoted love slave. "I gave him the real freedom he longed for..." She began giving Eric long stokes down his back. "Ariel, maybe if your daddy hadn't been such a tyrant you may not have come to me. But you did make your own choices after that. A kiss from a crush is _not_ true love. Most of the time he did not even understand you! You chose not to reveal your past. Actually, if you did that and he accepted you, there wouldn't have been any deal to be made with me. So tell me, Ariel, how did you think it was true love when you never knew or learned anything about each other?"

She could hear the little polyp quietly weeping. Yes, Ursula had made Ariel cry. But Ariel still had one last retort. "Then what is it he has with you?"

She had meant for that to sting at least a little. Maybe make that fat, purple, pretender queen angry. Instead, Ursula responded in a conversational voice.

"Oh, that? That isn't love either, dear. It's lust, purely physical. Neither is it commitment, because I am the one in control. Being immortal, I never really saw the need to have children so a partner like a human is not a problem for me. For him? The fact that his official title is 'Love Slave to Ursula' is enough to explain. He's the kind of man who just wants his boat rocked, if you catch my meaning." Ursula chuckled. "Humans are like that, you know."

Ariel fell silent after that. She had no more to say. From the very beginning her love was flawed. She had just been a rebellious, foolish teenager at the time. Running away with a boy she didn't know? Turning into a species she did not really understand? There were so many ways for it to go wrong. And it had. And many more had suffered because of Ariel's decisions.

Ursula looked over at the defeated former-princess. She decided something then. A small mercy. Ariel was her niece, and part of the reason she won. "We will rest now. Tomorrow, you will be released." Ariel's head jerked up. She turned to see Ursula lying on her side. "But not to the sea, angelfish. You are banished from the waves and waters. I will grant you both your legs _and_ your voice tomorrow. Learn about the real human world, find a real true love with no set time limit. However, if I ever see or hear of you again, you will marked for death."

A great act of mercy from Empress Ursula. Ariel would get what she really wanted from the beginning. She would never see Eric or the sea again. But there was nothing left for her with either. Tears still stung

Ariel was so tired now that she fell asleep in her little pot. A triumphant smile was on Ursula's face as she in to fell into slumber. Ariel was long overdue to be put in her place, and now, Ursula had the answer to her political dilemma. In front of her closing eyes was the most willful of slaves one could ask for. Maleficent and Grimhilde were both conquerors, it made the most sense that they enjoyed conquering men of this world and their 'ideals'. Eric was the key to her success.

Ursula fell asleep knowing that yet again, she had won.

And would keep winning...

* * *

 **A/N: Thanks for reading! Let me know your thoughts in the reviews!**


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